Business Context and Reporting Period
Camp4 Therapeutics Corp (CAMP), an emerging growth company incorporated in Delaware, filed this Form 8-K on December 18, 2025. The report details the entry into a material definitive agreement for a public equity offering.
Key Financial Metrics
- Offering Size: 5,000,000 shares of common stock.
- Offering Price: $6.00 per share.
- Estimated Net Proceeds: Approximately $28.0 million (after underwriting discounts, commissions, and estimated offering expenses).
- Underwriter: Leerink Partners LLC.
- Closing Date: Expected on or about December 19, 2025.
The filing text does not provide current revenue, profit, cash flow, margins, debt, or liquidity metrics as this is a transactional report rather than a periodic financial statement.
Material Changes
The primary material change is the execution of an underwriting agreement to raise capital. This transaction will increase the company's cash position by approximately $28.0 million upon closing and will result in the issuance of 5,000,000 new shares of common stock.
Guidance, Outlook, and Restrictions
- Lock-Up Period: The Company, its executive officers, directors, and certain stockholders have agreed not to sell or transfer any shares of common stock for 60 days following the date of the Underwriting Agreement.
- ATM Program: Shares may be sold under the Company's "at-the-market" program after the 30-day period following the Underwriting Agreement date.
- Registration: Shares are being issued pursuant to a shelf registration statement on Form S-3 filed on November 10, 2025.
Investor Verification Checklist
- Verify the final closing date and actual net proceeds received, as the $28.0 million figure is an estimate.
- Review the full Underwriting Agreement (Exhibit 1.1) for specific indemnification obligations and termination provisions.
- Confirm the impact of the 5,000,000 new shares on existing shareholder dilution.
- Monitor the 60-day lock-up expiration date for potential selling pressure from insiders.